Millennial Silver Corp. entered into a letter of intent to acquire 1246768 B.C. Ltd. in a reverse merger transaction on September 22, 2020. Millennial Silver Corp. entered into an amalgamation agreement to acquire 1246768 B.C. Ltd. on December 11, 2020. The consideration comprises of a share exchange based on one Millennial Silver share for one Resulting Issuer share. Pursuant to the amalgamation, all securities of Millennial Silver convertible into Millennial Silver shares will cease to represent a right to acquire Millennial Silver shares and will provide for the right to acquire the same number of post-consolidation Resulting Issuer shares at the same exercise price per share, reflecting the exchange ratio. Millennial Silver shareholders will collectively exercise control over 1246768 B.C. Prior to completion, it is intended that 1246768 B.C. will affect a consolidation of the outstanding common shares of 1246768 B.C. based on one post-consolidation share for every 1.5 pre-consolidation share. In a related transaction, 1246768 B.C., Millennial Silver, and Clover Nevada LLC (Waterton) entered into an asset purchase agreement involving Waterton’s interest in the Nevada Properties. Millennial Silver intends to complete a brokered private placement of subscription receipts for aggregate gross proceeds of at least CAD 15 million and immediately prior to the completion of the asset acquisition, the subscription receipts are expected to convert into Millennial Silver Shares which will subsequently be exchanged pursuant to the amalgamation for Resulting Issuer shares. Concurrent with the closing of the Acquisition, Millennial intends to complete a financing of 34 million subscription receipts at a price of $0.50 per subscription receipt for gross proceeds of CAD 17 million. The net proceeds of the private placement will be used by Millennial Silver to fund the acquisition of the Nevada Properties, fund further exploration on the Nevada Properties and the Red Canyon Property and for general corporate purposes following completion of the transactions. In connection with the transaction, 1246768 B.C. will change its name to "Millennial Precious Metals Corp." or such other name as agreed to by 1246768 B.C. and Millennial Silver and accepted by the applicable regulatory authorities. Upon receipt of the final approval of the TSX-V, the Resulting Issuer's shares will commence trading on the TSX-V under the symbol "MPM". On closing of the Transactions, the board of directors of Millennial Precious Metals Corp. will be comprised of the following individuals: Jason Kosec, Terence Harbort, Ruben Padilla and Michael Leskovec. In addition, Waterton will be entitled to designate one nominee on the reconstituted board of Millennial Precious Metals Corp. It is also anticipated that the new senior management team of Millennial Precious Metals Corp. will be comprised of Jason Kosec (President and Chief Executive Officer), Andres Tinajero, (Chief Financial Officer), J.D. Mizer (Vice President of Exploration) and David Badham (Director Legal & Corporate Affairs and Corporate Secretary). The transaction is subject to certain conditions, including among others: (i) the requirement for Millennial Silver to obtain approval of at least 66 percent of the votes cast by shareholders of Millennial Silver at a special meeting of shareholders of Millennial Silver; (ii) the requirement for 1246768 B.C. to obtain shareholder and/or director approval, as applicable, of the consolidation, the name change and the continuance (which will be evidenced by a unanimous written consent resolution); (iii) completion of the private placement; (iv) obtaining conditional approval of the TSXV to the listing of the resulting issuer shares; (v) approval from shareholder and board of 1246768 B.C.; (vi) consolidation of 1246768 B.C. shares on the basis of one post-consolidation for each one and a half pre-consolidation; (vii) dissenters right limited; and (viii) other than the completion of the amalgamation, the satisfaction or waiver of all other conditions precedent to the closing of the Asset Acquisition. 1246768 B.C. intends to apply to the TSXV for an exemption from the sponsorship requirements for the transactions based upon the private placement and/or other exemptions available in TSXV policies. On April 8, 2021, the TSX Venture Exchange ("TSX-V") conditionally accepted the Resulting Issuer's proposed listing application upon completion of the reverse takeover transaction and the listing of the Resulting Issuer as a Tier 1 Mining Issuer. Davies Ward Phillips & Vineberg acted as legal advisor to 1246768 B.C. Ltd. Robb McNaughton of Borden Ladner Gervais LLP acted as legal advisor to 1246768 B.C. and Ali Naushahi of Bennett Jones LLP acted as legal advisor to Millennial Silver.